TO THE MEMBERS OF ACROW INDIA LIMITED
Opinion
We have audited the accompanying standalone financial statements of ACROW INDIA
LIMITED (the "Company"), which comprise the Balance Sheet as at March 31,
2023, the Statement of Profit and Loss including Other Comprehensive Income, the Statement
of Changes in Equity and the Statement of Cash Flows for the year ended on that date and a
summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid standalone financial statements give the information required
by the Companies Act, 2013 (the "Act") in the manner so required and give a true
and fair view in conformity with the Indian Accounting Standards (IND AS) prescribed under
section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015,
as amended, ("Ind AS") and other accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31, 2023,its profit, including
total comprehensive income, changes in equity and its cash flows for the year ended on
that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the
Standards on Auditing ("SA"s) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described in the Auditors
Responsibilities for the Audit of the Standalone Financial Statements section of our
report. We are independent of the Company in accordance with the Code of Ethics
issued by the Institute of Chartered Accountants of India ("ICAI") together with
the ethical requirements that are relevant to our audit of the standalone financial
statements under the provisions of the Act and the Rules made thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the
Code of Ethics. We believe that the audit evidence obtained by us is sufficient and
appropriate to provide a basis for our audit opinion on the standalone financial
statements.
Information Other than the Financial Statements and Auditors Report Thereon
The Companys Board of Directors is responsible for the other information. The other
information comprises the information included in the Management Discussion and Analysis,
Boards Report including Annexure to Boards Report, Business Responsibility Report,
Corporate Governance and Shareholders Information, but does not include the standalone
financial statements and our auditors report thereon.
Our opinion on the standalone financial statements does not cover the other information
and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility
is to read the other information and, in doing so, consider whether the other information
is materially inconsistent with the standalone financial statements or our knowledge
obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Managements Responsibilities for the Standalone Financial Statements
The Companys management and Board of Directors is responsible for the matters stated
in section 134(5) of the Act with respect to the preparation of these standalone financial
statements that give a true and fair view of the financial position, financial
performance, including other comprehensive income, changes in equity and cash flows of the
Company in accordance with the Ind AS and other accounting principles generally accepted
in India, including the Indian Accounting Standards (Ind AS) specified under section 133
of the Act read with the Companies(Indian Accounting Standards) Rules, 2015, as amended.
This responsibility also includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the Company and for
preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation of the standalone
financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for
assessing the Companys ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Companys financial reporting
process.
Auditors Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone
financial statements as a whole are free from material misstatement, whether due to fraud
or error, and to issue an auditors report that includes our opinion. Reasonable assurance
is a high level of assurance but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone
financial statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
• Obtain an understanding of internal financial control relevant to the audit in
order to design audit procedures that are appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial controls system in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by the management.
• Conclude on the appropriateness of managements use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Companys
ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditors report to the related disclosures in
the standalone financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditors report. However, future events or conditions may cause the Company to cease to
continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone
financial statements, including the disclosures, and whether the standalone financial
statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied
with relevant ethical requirements regarding independence, and to communicate with them
all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the standalone financial statements
for the financial year ended March 31, 2023, and are therefore the key audit matters. We
describe these matters in our auditors report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public interest benefits of such
communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2020 ("the Order")
issued by the Central Government of India in terms of Section 143(11) of the Act, we give
in "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of
the Order.
2. As required by Section 143(3) of the Act, based on our audit we report that:
(a) We have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive
Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this
Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Ind
AS specified under Section 133 of the Act read with Companies (Indian Accounting
Standards) Rules, 2015, as amended.
(e) On the basis of the written representations received from the directors as on March
31, 2023 taken on record by the Board of Directors, none of the directors is disqualified
as on March 31, 2023 from being appointed as a director in terms of Section 164(2) of the
Act.
(f) With respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer to our
separate report in Annexure "B".
(g) In our opinion and to the best of our information and according to the explanations
given to us, the remuneration paid by the Company to its directors during the year is in
accordance with the provisions of section 197 of the Act.
(h) With respect to the other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in
our opinion and to the best of our information and according to the explanations given to
us:
i. The Company has disclosed the impact of pending litigations on its financial
position in its standalone financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to
the Investor Education and Protection Fund by the Company.
iv. The management has represented that, to the best of its knowledge and belief, other
than as disclosed in the notes to the accounts,
a. No funds have been advanced or loaned or invested (either from borrowed funds or
share premium or any other sources or kind of funds) by the company to or in any other
persons or entities, including foreign entities ("Intermediaries"), with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall,
whether, directly or indirectly lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries")
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b. The management has represented, that, to the best of its knowledge and belief, other
than as disclosed in the notes to the accounts, no funds have been received by the company
from any persons or entities, including foreign entities ("Funding Parties"),
with the understanding, whether recorded in writing or otherwise, that the company shall,
whether, directly or indirectly, lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the Funding Party ("Ultimate
Beneficiaries") or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries; and
c. Based on such audit procedures, the auditor has considered reasonable and
appropriate in the circumstances, nothing has come to our notice that has caused them to
believe that the representations under sub-clause (a) and (b) contain any material
misstatement.
v. In compliance with section 123 of the Companies Act, 2013, no dividend is declared
during the year by the company.
|
For ANIL A. MASAND & CO. |
|
Chartered Accountants |
|
Firm Registration Number: 100412W |
|
Sd/- |
|
ANIL A. MASAND |
|
Proprietor |
| Place: Mumbai |
Membership no.:037245 |
| Date: 22nd May 2023 |
UDIN: 23037245BGWLAN8700 |
ANNEXURE ‘A TO THE INDEPENDENT AUDITORS REPORT
The annexure referred to paragraph 1 under ‘Report on Other Legal and regulatory
requirements section of our Independent Auditors Report to the members of the Company on
the financial statements for the year ended on 31 March 2023, we report that:
i. In respect of the Companys Property, Plant and Equipment:
(a) (A)The Company has maintained proper records showing full particulars, including
quantitative details and situation of Property, Plant and Equipment.
(B) The Company does not have any Intangible Assets.
(b) In our opinion Property, Plant and Equipment have been physically verified by the
management at reasonable intervals during the year, and we are further informed that no
serious / material discrepancy has been noticed by the management on such verification.
(c) According to information and explanations given to us and on the basis of our
examination of the records of the Company, the title deeds of immovable properties are
held in the name of the Company.
(d) The company has not revalued its Property, Plant and Equipment during the year.
Therefore, the provisions of Clause (i)(d) of paragraph 3 of the order are not applicable
to the company.
(e) No proceedings have been initiated or are pending against the company for holding
any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and
rules made thereunder. Therefore, the provisions of Clause (i)(e) of paragraph 3 of the
order are not applicable to the company.
ii. In respect of Inventories:
(a) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company does not have any inventories
during the year.
(b) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company has not been sanctioned with any
working capital limits in excess of five crore rupees in aggregate from banks and
financial institutions on the basis of security of current assets at any point of time of
the year. Accordingly, clause 3(ii)(b) of the Order is not applicable to the Company.
iii. (a) During the year the Company has provided loans, advances in the nature of
loans, provided guarantee and security to companies as follows;
(In Lakhs)
Particulars |
Amount |
| Aggregate amount granted/ provided during the year.-Bridavan Cotton Mills
Private Limited |
1,770.00 |
(b) During the year the no investments were made and the terms and conditions of the
grant of all loans to companies are not prejudicial to the Companys interest.
(c) The Company has not granted loans during the year to companies where the schedule
of repayment of principal and payment of interest has been stipulated and the repayment or
receipts are regular.
(d) There are no amounts of loans granted to companies which are overdue for more than
ninety days.
(e) There were no loans which had fallen due during the year, that have been renewed or
extended or fresh loans granted to settle the overdues of existing loans given to the same
parties.
(f) The Company has granted any loans or advances in the nature of loans, either
repayable on demand or without specifying any terms or period of repayment to companies,
firms, Limited Liability Partnerships or any other parties. They are as follows:
Particulars |
Amount (Rs.) |
|
(in Lakhs) |
| Aggregate amount granted/ provided during the year-Bridavan Cotton Mills
Private Limited |
1,770.00 |
iv. In our opinion and according to the information and explanations given to us, the
Company has not granted any loans or provide any guarantees or securities to parties
covered under Section 185 of the Act. Further, provisions of sections 186 of the Companies
Act, 2013 in respect of loans, investments, guarantees and security have been complied
with by the Company.
v. The Company has not accepted deposits during the year and does not have any
unclaimed deposits as at March 31, 2023, and therefore, the provisions of the clause 3 (v)
of the Order are not applicable to the Company.
vi. The Central Government has not prescribed the maintenance of cost records under
section 148(1) of the Act, for any of the services rendered by the Company.
vii. According to the information and explanations given to us, in respect of statutory
dues:
(a) The Company has generally been regular in depositing undisputed statutory dues,
including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax,
Goods and Service Tax, Value Added Tax, Customs Duty, Excise Duty, Cess and other material
statutory dues applicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees
State Insurance, Income Tax, Sales Tax, Service Tax, Value Added Tax, Goods and Service
Tax, Customs Duty, Excise Duty, Cess and other material statutory dues in arrears as at
March 31, 2023 for a period of more than six months from the date they became payable.
(c) Details of dues of Income Tax, Sales Tax, Service Tax, Excise Duty, Value Added Tax
and Goods and Service Tax which have not been deposited as at March 31, 2023 on account of
dispute are given below:
Name of the statute |
Nature of dues |
Amount (Rs. In lacs) |
Period to which the amount relates |
Forum where dispute is pending |
| Wealth Tax |
Wealth Tax |
15.43 |
1999-2000 |
Commissioner of Wealth Tax (Appeals), Mumbai |
| Employee State Insurance Fund |
ESIC |
5.08 |
1986-1988 |
Divisional Industry Court, Mumbai |
| Service Tax |
Service Tax |
0.98 |
2012-2014 |
Appellate Commissioner, Nagpur |
viii. According to the information and explanations given to us, there is no any
transaction not recorded in the books of account have been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
ix. In respect of Loan & Advances:
(a) In our opinion and according to the information and explanations given to us, the
Company has not defaulted in repayment of any loan or other borrowings or any interest due
thereon to any lender.
(b) In our opinion and according to the information and explanations given to us, the
company has not been a declared willful defaulter by any bank or financial institution or
other lender.
(c) In our opinion and according to the information and explanations given to us, the
loans were applied for the purpose for which the loans were obtained.
(d) In our opinion and according to the information and explanations given to us, there
are no funds raised on short term basis which have been utilized for long term purposes.
(e) In our opinion and according to the information and explanations given to us, the
company has not taken any funds from any entity or person on account of or to meet the
obligations of its subsidiaries, associates or joint ventures.
(f) In our opinion and according to the information and explanations given to us, the
company has not raised loans during the year on the pledge of securities held in its
subsidiaries, joint ventures or associate companies.
x. (a) The Company has not raised moneys by way of initial public offer or further
public offer (including debt instruments) or term loans and hence reporting under clause 3
(x) of the Order is not applicable to the Company.
(b) In our opinion and according to the information and explanations given to us, the
company has not made preferential allotment or private placement of shares during the year
and the requirements of section 42 and section 62 of the Companies Act, 2013 have been
complied with and the funds raised have been used for the purposes for which the funds
were raised.
xi. (a) Based upon the audit procedures performed and according to the information and
explanations given to us, no fraud by the company or on the company by its officers or
employees has been noticed or reported during the course of our audit, that causes the
financial statements to be materially misstated.
(b) During the year no report under sub-section (12) of section 143 of the Companies
Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government.
(c) As auditor, we did not receive any whistle- blower complaint during the year.
xii. The Company is not a Nidhi Company and hence reporting under clause 3 (xii) of the
Order is not applicable to the Company.
xiii. In our opinion and according to the information and explanations given to us, the
Company is in compliance with Section 177 and 188 of the Companies Act, 2013 where
applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements as required by the applicable
accounting standards. Identification of related parties were made and provided by the
management of the company.
xiv. The provisions of Section 138 of the Act in connection with applicability of
Internal Audit is applicable to the Company .
a) The Company has an internal audit system commensurate with the size and nature of
its business.
b) The internal audit reports of the Company issued till the date of the audit report,
for the period under audit have been considered by us.
xv. According to the information and explanations given to us, the Company has not
entered into any non-cash transactions with directors or persons connected with him.
Accordingly, paragraph 3(xv) of the Order is not applicable.
xvi. (a) The Company is not required to be registered under section 45-IA of the
Reserve Bank of India Act, 1934.
(b) The company has not conducted any Non-Banking Financial or Housing Finance
activities during the year.
(c) The company is not a Core Investment Company (CIC) as defined in the regulations
made by the Reserve Bank of India.
(d) As per the information and explanations received, the group does not have any CIC
as part of the group.
xvii. The company has not incurred cash loss in current financial year as well in
immediately preceding financial year.
xviii. There has been no resignation of the statutory auditors during the year and
accordingly requirement to report on Clause 3(xviii) of the Order is not applicable to the
Company.
xix. On the basis of the financial ratios, ageing and expected dates of realisation of
financial assets and payment of financial liabilities, other information accompanying the
financial statements, the auditors knowledge of the Board of Directors and management
plans, we are of the opinion that no material uncertainty exists as on the date of the
audit report that company is capable of meeting its liabilities existing at the date of
balance sheet as and when they fall due within a period of one year from the balance sheet
date. We further state that our reporting is based on the facts up to the date of the
audit report and we neither give any guarantee nor any assurance that all liabilities
falling due within a period of one year from the balance sheet date, will get discharged
by the Company as and when they fall due.
xx. In our opinion and according to the information and explanations given to us, there
is no unspent amount under subsection (5) of Section 135 of the Companies Act, 2013
pursuant to any project. Accordingly, clauses 3(xx)(a) and 3(xx)(b) of the Order are not
applicable.
|
For ANIL A. MASAND & CO. |
|
Chartered Accountants |
|
Firm Registration Number: 100412W |
|
Sd/- |
|
ANIL A. MASAND |
|
Proprietor |
| Place: Mumbai |
Membership no.:037245 |
| Date: 22nd May 2023 |
UDIN: 23037245BGWLAN8700 |
ANNEXURE - B TO INDEPENDENT AUDITORS REPORT
Report on the Internal Financial Controls with reference to financial statements under
Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the
Act").
We have audited the internal financial controls with reference to financial statements
of ACROW INDIA LIMITED ("theCompany") as of 31 March 2023 in conjunction with
our audit of the financial statements of the Company for the yearended on that date.
Managements Responsibility for Internal Financial Controls
The Board of Directors of the Company and management are responsible for establishing
and maintaining internal financial controls based on the internal control over financial
reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls over
Financial Reporting issued by the Institute of Chartered Accountants of India
(‘ICAI). These responsibilities include the design, implementation and maintenance
of adequate internal financial controls that were operating effectively for ensuring the
orderly and efficient conduct of its business, including adherence to companys policies,
the safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial
controls over financial reporting based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting
(the "Guidance Note") and the Standards on Auditing, issued by ICAI and
prescribed under section143(10) of the Companies Act, 2013, to the extent applicable to an
audit of internal financial controls, both applicable toan audit of Internal Financial
Controls and, both issued by the Institute of Chartered Accountants of India. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls over financial reporting was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that amaterial weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditors judgment, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Companys internal financial controls system
over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companys internal financial control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorisations of
management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial
reporting, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal
financial controls system over financial reporting and such internal financial controls
over financial reporting were operating effectively as at 31 March 2023, based on the
internal controls over financial reporting criteria established by the Company considering
the essential components of internal controls stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
|
For ANIL A. MASAND & CO. |
|
Chartered Accountants |
|
Firm Registration Number: 100412W |
|
Sd/- |
|
ANIL A. MASAND |
|
Proprietor |
| Place: Mumbai |
Membership no.:037245 |
| Date: 22nd May 2023 |
UDIN: 23037245BGWLAN8700 |
+91-9892691696
